CapitaLand Commercial Trust ’s First Commercial REIT

Proposed Acquisition of CapitaGreen Acquiring 60.0% interest in MSO Trust units

Monday, 23 May 2016 1 Disclaimer

The past performance of CCT is not indicative of the future performance of CCT. Similarly, the past performance of CapitaLand Commercial Trust Management Limited, the manager of CCT, is not indicative of the future performance of the Manager.

The value of units in CCT (CCT Units) and the income derived from them may fall as well as rise. The CCT Units are not obligations of, deposits in, or guaranteed by, the CCT Manager. An investment in the CCT Units is subject to investment risks, including the possible loss of the principal amount invested. Investors have no right to request that the CCT Manager redeem or purchase their CCT Units while the CCT Units are listed. It is intended that holders of the CCT Units may only deal in their CCT Units through trading on Singapore Exchange Securities Trading Limited (SGX-ST). Listing of the CCT Units on the SGX-ST does not guarantee a liquid market for the CCT Units.

This presentation may contain forward-looking statements that involve assumptions, risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward- looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from other developments or companies, shifts in expected levels of occupancy rate, property rental income, charge out collections, changes in operating expenses (including employee wages, benefits and training costs), governmental and public policy changes and the continued availability of financing in the amounts and the terms necessary to support future business.

You are cautioned not to place undue reliance on these forward-looking statements, which are based on the current view of the CCT Manager on future events.

2 Proposed acquisition of CapitaGreen May 2016 Contents Slide No. 1. Overview 04 2. Highlights of CapitaGreen 08 3. Call Option Conditions and Proposed Funding 15 4. Benefits to Unitholders 23 5. Next Steps 32

*Any discrepancies in the tables and charts between the listed figures and totals thereof are due to rounding.

3 Proposed acquisition of CapitaGreen May 2016 Overview

CapitaGreen, Singapore

4 Overview

 CCT presently owns 40.0% interest in MSO Trust which holds CapitaGreen  Holds call option to acquire remaining 60.0% interest from joint venture partners: • CapitaLand (50.0%); and • Mitsubishi Estate Asia (10.0%)

 Two key conditions to be met in order to exercise call option to acquire 60.0% of units in MSO Trust:

 Market valuation must be equal to or above hurdle price  Proposed acquisition of 50.0% interest from CapitaLand is subject to CCT Unitholders’ approval (1)

Note: (1) Given that the proposed acquisition involves a transaction with an associate of CapitaLand, CapitaLand has to abstain from voting on the proposed resolution. 5 Proposed acquisition of CapitaGreen May 2016 Transformation of Market Street Car Park into CapitaGreen, a premium Grade A office tower July 2011 Dec 2014 May 2016  Regulatory10.0% CapitaGreen  Proposed acquisition of development limit developed at total remaining 60.0% interest in capped CCT‘s cost of S$1.3 bil(1) and MSO Trust by exercising call ownership to 40.0%; obtained temporary option formed JV with occupation permit on CapitaLand and MEA 18 Dec 2014  Acquisition price to be at market valuation  S$56 mil Market Street Car Park redeveloped under MSO Trust

Note: (1) Total development cost included a differential premium and other land related costs of S$651.5 million 6 paid to the government authorities. Proposed acquisition of CapitaGreen May 2016 Ownership structure

New holding structure after Existing holding structure acquisition of 60.0% interest

CapitaLand Mitsubishi CapitaLand CapitaLand Commercial Estate Asia Trust Commercial Trust 50.0% 10.0% 40.0%

100.0%

MSO Trust (1) MSO Trust (1)

Note: (1) MSO Trust is a special purpose approved sub-trust that has been accorded tax transparency treatment by the Inland Revenue Authority of Singapore.

7 Proposed acquisition of CapitaGreen May 2016 Highlights of CapitaGreen

CapitaGreen, Singapore

8 Property details

Description 40-storey Grade A office tower with ancillary retail units

Site Area 58,971 sq ft

Gross Floor Area 882,681 sq ft

Net Lettable Area 703,122 sq ft

Committed 92.8% as at 31 Mar 2016 Occupancy

Land Tenure Leasehold with balance term of 57 years expiring 31 Mar 2073

Car Park Lots 180

(1) CapitaGreen at 138 Market Street, NPI Yield 3.2% Singapore 048946

TampinesNote: Grande’s Facade (1) Based on CapitaGreen’s annualised 1Q 2016 NPI, revenue occupancy of 77.7% and valuation as at 6 Apr 2016.

9 Proposed acquisition of CapitaGreen May 2016 Centrally located in Singapore’s CBD

One George Street > > < HSBC Building

< Raffles Place Interchange Golden Shoe Car Park > (North South Line/ East West Line)

Telok Ayer Station> (Downtown Line) <

< Downtown MRT (Downtown Line)

Capital Tower > < Shenton Way MRT (Thomson East Coast Line) Operational in 2021 Tanjong Pagar MRT> (East West Line)

< Twenty Anson 10 Environmentally sustainable design and high quality specifications

 Column-free floor plate of approx 22,000 sq ft

 Floor to ceiling height: 3.2m

 Core to window depth: ~10m to 16m

 Wind scoop/Cool Void • Draws in cooler air from higher altitudes and directs cool fresh air to office floors via the Cool Void

 Double skin facade • Reduces heat gain by up to 26%

11 Proposed acquisition of CapitaGreen May 2016 Accolades

Best Tall Building in Asia Best Office and Business and Australasia Development category Council on Tall Buildings Bronze and Urban Habitat MIPIM Asia

Building Information Modelling Green Mark Universal Design Mark Award (Project Category) Platinum Platinum Platinum Building and Construction Building and Construction Building and Construction Authority, Singapore Authority, Singapore Authority, Singapore

12 Proposed acquisition of CapitaGreen May 2016 Well spread lease expiry profile with no leases due prior to 2018 Avoids the large, new supply in the Singapore office market

completing in 2016 and 2017

37% 31% 35% 24% 23% 26% 13% No leases expiring from 2016 to 2017 11%

2016 2017 2018 2019 2020 2021 and beyond

Committed Monthly Gross Rental Income Committed Net Lettable Area

13 Proposed acquisition of CapitaGreen May 2016 (1) Diverse tenant business mix at CapitaGreen

Majority of tenants from the Insurance, IT, Energy and Commodities, and

Banking and Financial sectors

Legal, 2% Manufacturing and Distribution, 1% Education and Food and Beverage, Services, 3% 1% Real Estate and Property Services, 5%

Banking, Insurance and Financial Energy and Services, 47% Commodities, 20% Comprising:

Insurance - 26% Financial Services - 11% Banking - 10%

IT, Media and Telecommunications, Note: 21% (1) Based on net lettable area of leases committed at CapitaGreen as at 31 Mar 2016.

14 Proposed acquisition of CapitaGreen May 2016 Call Option Conditions and Proposed Funding

CapitaGreen, Singapore 15 Key conditions in call option agreement

Total development cost S$1.3 bil (lower than budget of S$1.4 bil)

Hurdle Price Based on actual costs incurred since commencement of development in 2011 less net income received and compounded at 6.3% p.a. The hurdle price was computed as S$1,585.8 mil as at 6 Apr 2016(1). Agreed value based on S$1,600.5 mil (S$2,276 psf) market valuation (2) as at 6 Apr 2016 Based on average of: CBRE S$1,599.0 mil (S$2,274 psf) Knight Frank S$1,602.0 mil (S$2,278 psf)

To exercise call option Market valuation must be equal to or exceed hurdle price of S$1,585.8 mil as at 6 Apr 2016(1) Notes: (1) Notice was issued to JV partners on 6 Apr 2016 to start the process of exercising the call option. (2) Valuation of CapitaGreen as at 31 December 2015 was S$1,587.0 mil (S$2,253 psf) by CBRE.

16 Proposed acquisition of CapitaGreen May 2016 Market valuation by independent valuers as at 6 Apr 2016 Based on Capitalisation Approach and Discounted Cash Flow Analysis

Based on leasehold of 57 years Valuer Total Valuation Capital values (S$ m) (S$ psf) CBRE 1,599.0 2,274 Knight Frank 1,602.0 2,278 Average 1,600.5 2,276 (1) Assumptions by independent valuers: Capitalisation rate: 4.15% Terminal yield: 25 bps above capitalisation rate Discount rate: 7.25% Average market rent growth: 3.85% p.a. (over a 10-year period)

Note: (1) Assuming a 99-year leasehold land tenure, the value of CapitaGreen is estimated to be approximately S$2,700 psf by CBRE and Knight Frank.

17 Proposed acquisition of CapitaGreen May 2016 Valuation comparables CapitaGreen’s valuation is comparable to CCT Grade A buildings taking into account location, land tenure, age of building, etc

S$ psf NLA 2,748

2,258 2,253 2,276

1,774

Six Battery Road Capital Tower CapitaGreen CapitaGreen (999-year) as at 31 Dec 2015 as at 6 Apr 2016 Note: (1) Valuation as at 31 Dec 2015 unless otherwise indicated.

18 Proposed acquisition of CapitaGreen May 2016 Total acquisition outlay of approximately S$393 mil

CCT will also assume the remaining 60.0% of MSO Trust’s bank loan which amounts to S$534.0 mil

S$ million Agreed Value of CapitaGreen (100.0% basis) 1,600.5 Adjusted NTA of MSO Trust Units (100.0% basis) 305.6

Purchase Consideration (60.0% of Adjusted NTA) 183.4 Repayment of MSO Trust’s unitholders’ loans and accrued 198.5 interest to CapitaLand and Mitsubishi Estate Asia Acquisition Fee (1) 9.6 Acquisition Related Expenses 1.5 Total Acquisition Outlay 393.0 Note: (1) Acquisition fee is computed based on 1.0% of the property value. As the acquisition constitutes an interested party transaction, the acquisition fee for CapitaLand’s 50.0% interest will be payable to CCTML in the form of units in CCT and shall not be sold within one year from their date of issuance. The fee for MEA’s 10.0% interest will be payable in cash.

19 Proposed acquisition of CapitaGreen May 2016 Pro forma aggregate leverage below 40.0% after acquisition assuming funding by bank borrowings Pro forma aggregate leverage of 37.7%:  Below regulatory limit of 45.0%  Aligned with CCT’s capital management strategy to keep aggregate leverage below 40.0%

(2) (1) 37.7% 30.1%

As at 31 March 2016 Pro forma

Notes: (1) Total gross debt includes CCT’s 60.0% interest in RCS Trust and 40.0% interest in MSO Trust. (2) Pro forma total gross debt includes estimated total acquisition outlay of approximately S$393 million and S$534.0 million, the latter representing 60.0% interest in MSO Trust’s gross borrowings to be assumed by CCT upon the completion of the acquisition.

20 Proposed acquisition of CapitaGreen May 2016 Pro forma debt maturity profile as at 31 March 2016 Assumption of S$534.0 mil debt from CapitaGreen’s existing borrowings and additional borrowings of approximately S$393 mil to fund proposed acquisition

$393m likely to be spread out(1)

$40m $534m(2)

$120m

$480m $222m $356m $102m

S$ million S$ $100m $200m $175m $148m $150m $75m $100m $50m

2016 2017 2018 2019 2020 2021 2022 2023 (a (a) )

Notes: (1) Approximately $393 million of committed bank borrowings to fund proposed acquisition of 60.0% interest in CapitaGreen expected to be in smaller amounts with different maturity periods. (2) Existing 60.0% of CapitaGreen bank borrowings

21 Proposed acquisition of CapitaGreen May 2016 Unitholders’ approval(1) required for acquisition of CapitaLand’s 50.0% interest in MSO Trust

Mitsubishi Estate CapitaLand CapitaLand Asia Commercial Trust (50.0%) (10.0%) (40.0%) Unitholders’ approval required (1)

MSO Trust (2)

Notes: (1) Given that the proposed acquisition involves a transaction with an associate of CapitaLand, CapitaLand has to abstain from voting on the proposed resolution. (2) MSO Trust is a special purpose approved sub-trust that has been accorded tax transparency treatment by the Inland Revenue Authority of Singapore. 22 Proposed acquisition of CapitaGreen May 2016

Benefits to Unitholders

CapitaGreen, Singapore

23 Benefits to Unitholders

1 Increase distribution per unit (DPU) to Unitholders

2 Augment portfolio quality for long-term growth

3 Reinforce CCT’s commercial foothold in the CBD of Singapore  Accessibility via major transport nodes  Served by numerous amenities that will benefit its occupiers

4 Enhance CCT portfolio’s resilience, diversity and quality  Increase in NLA of Grade A assets  Improvement of income diversification by property or tenant

24 Proposed acquisition of CapitaGreen May 2016 1 Increase DPU to Unitholders

For illustrative purpose: pro forma financial effects(1) of the proposed acquisition of 60.0% interest in CapitaGreen on CCT’s DPU for 1Q 2016

1.4% 2.22 cts(3) 2.19 cts(2)

1Q 2016 DPU Pro forma DPU after proposed acquisition Notes: (1) Based on the assumption that the proposed acquisition of 60.0% interest in CapitaGreen was completed on 1 Jan 2016 and CCT held and operated the property through to 31 Mar 2016. (2) Extracted from CCT’s 1Q 2016 financial results which already included contribution from CCT’s 40.0% interest in CapitaGreen in the 1Q 2016 distributable income and DPU. (3) Took into account the acquisition fee paid in units based on certain assumptions 25 Proposed acquisition of CapitaGreen May 2016 2 Augment portfolio quality for long-term growth

In line with CCT’s portfolio reconstitution strategy

2. Recycle capital: 3. Grow portfolio: • Recycled sale Grow Acquisition of balance portfolio proceeds for stake to own 100.0% of redevelopment into CapitaGreen CapitaGreen Increase • 40.0% stake as a JV Recycle occupancy partner in MSO Trust capital and rent

4. Organic growth: • Committed occupancy at 92.8% 1. Unlock value: Unlock value at Enhance / • Income upside with Sale of Market Street optimal stage of Refurbish higher occupancy property’s life asset Car Park for cycle redevelopment under MSO Trust Value creation

26 Proposed acquisition of CapitaGreen May 2016 2 Augment portfolio quality for long-term growth

Increase investment property value of CCT’s portfolio to S$8.4 bil

S$ million

8,443.8 12.9%

7,478.1

(1) Before acquisition of 60.0% interest in CapitaGreen After acquisition of 60.0% interest in CapitaGreen(2)

Notes: (1) Based on CCT’s existing portfolio valuation (including 40.0% interest in CapitaGreen) as at 31 Dec 2015. (2) Based on CCT’s existing portfolio valuation as at 31 Dec 2015 and CapitaGreen’s valuation on 100.0% basis as at 6 Apr 2016.

27 Proposed acquisition of CapitaGreen May 2016 3 Reinforce CCT’s commercial foothold in the CBD of Singapore

. Accessibility via major transport nodes

 Close proximity to and Telok Ayer MRT stations

. Served by numerous amenities that will benefit its occupiers

 Wide variety of food and beverage options, hotels, serviced residences, banks and convenience stores

28 Proposed acquisition of CapitaGreen May 2016 4 Enhance CCT portfolio’s resilience, diversity and quality: Increase in NLA of Grade A assets

CCT’s portfolio NLA (1) increases to 3.6 mil sq ft from 3.2 mil sq ft after including 60.0% of CapitaGreen

Before acquisition of After acquisition of 60.0% interest in CapitaGreen 60.0% interest in CapitaGreen

33.7% 38.2%

61.8% 66.3%

Grade A office buildings Other properties

Note: (1) Based on respective proportionate stake in CapitaGreen and .

29 Proposed acquisition of CapitaGreen May 2016 Enhance CCT portfolio’s resilience, diversity and 4 quality: Reduce reliance on any single property

Before acquisition of 60.0% interest in CapitaGreen (1) After acquisition of 60.0% interest in CapitaGreen (2) Bugis Village, 3% Bugis Village, 3% Wilkie Edge, 3% Golden Shoe Car Golden Shoe Car Park, 3% Wilkie Edge, 3% Park, 2% Twenty Anson, 5% Twenty Anson, 5% Raffles City CapitaGreen Raffles City Singapore (60%), (40%), 6% Singapore (60%), 32% CapitaGreen 30% (100%), 14%

HSBC Building, 6% NPI Pro forma NPI as at 31 Mar 2016 as at 31 Mar 2016

One George Street, 12% HSBC Building, 5%

One George Street, 11% Six Battery Road, Capital Tower, Six Battery Road, 14% 14% 16% Capital Tower, 13%

Notes: (1) For reference only: based on respective properties’ proportionate net property income (NPI) contribution in 1Q 2016. NPI from CCT’s wholly owned properties was $52.0 million, while NPI from 40.0% interest in CapitaGreen was $5.0 million. (2) For reference only: based on respective properties’ proportionate NPI contribution in 1Q 2016 and as if the proposed acquisition of 60.0% of interest in CapitaGreen was completed on 1 Jan 2016 and CCT held and operated the property through to 31 Mar 2016. NPI from 100.0% interest in CapitaGreen was $12.6 million.

30 Proposed acquisition of CapitaGreen May 2016 4 Enhance CCT portfolio’s resilience, diversity and quality: Reduce reliance on any single tenant

Top 10 tenants to contribute 38.0% of monthly gross rental income after proposed acquisition

Before acquisition of 60.0% interest in CapitaGreen (1) After proposed acquisition of 60.0% interest

12.8% 11.5%

5.1% 5.1% 4.6% 4.6% 4.0% 3.7% 3.7% 3.6% 3.3% 3.3% 2.1% 2.2% 2.0% 1.5% 1.3%

RC Hotels The GIC Private JPMorgan Standard CapitaLand Lloyd's of Robinson & Twitter Asia Cargill (Pte) Ltd Hongkong Limited Chase Bank, Chartered Group London (Asia) Company Pacific Pte. International and Shanghai N.A. Bank Pte Ltd (Singapore) Ltd. Trading Pte Banking Private Ltd Corporation Limited Limited

Note: (1) Includes CCT’s 60.0% interest in Raffles City Singapore and 40.0% interest in CapitaGreen.

31 Proposed acquisition of CapitaGreen May 2016 Next Steps

CapitaGreen, Singapore

32 Proposed acquisition of CapitaGreen May 2016 Estimated timeline (1)

Milestones Estimated timeline Announce proposed acquisition of 60.0% Monday, 23 May 2016 interest in CapitaGreen

June/July 2016 Dispatch of circular to Unitholders

Convene an Extraordinary General Meeting to 3Q 2016 seek Unitholders’ approval to buy from CapitaLand - 50.0% interest in MSO Trust

4Q 2016 Completion of proposed acquisition (assuming Unitholders’ approval obtained)

Note: (1) Subject to changes by the Manager without prior notice

33 Proposed acquisition of CapitaGreen May 2016 Thank you

For enquiries, please contact: Ms Ho Mei Peng , Head, Investor Relations & Communications, Direct: (65) 6713 3668 Email: ho.meipeng@.com CapitaLand Commercial Trust Management Limited (http://www.cct.com.sg) 168 Robinson Road, #28-00 Capital Tower, Singapore 068912 Tel: (65) 6713 2888; Fax: (65) 6713 2999 34